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In a sign of digital health's rise, Livongo and Teladoc Health agree to $18.5 billion merger

Doctor and robot connected with a wire, EPS 8 vector illustration
Doctor and robot connected with a wire, EPS 8 vector illustration
Jonathan Shieber

In a sign of the growing importance and value of digital healthcare in the world of medicine, two of the industry's publicly traded companies have agreed to a whopping $18.5 billion merger.

The union of Teladoc Health, a provider of virtual care services, and Livongo, which has made a name for itself by integrating hardware and software to monitor and manage chronic conditions like diabetes, will create a giant in the emerging field of telemedicine and virtual care.

"By expanding the reach of Livongo’s pioneering Applied Health Signals platform and building on Teladoc Health’s end-to-end virtual care platform, we’ll empower more people to live better and healthier lives," said Glen Tullman, Livongo founder and executive chairman. "This transaction recognizes Livongo’s significant progress and will enable Livongo shareholders to benefit from long-term upside as the combined company is positioned to serve an even larger addressable market with a truly unmatched offering."

Under the terms of the agreement, each share of Livongo will be exchanged for 0.5920 shares of Teladoc health plus a cash payment of $11.33 for each share. The deal, based on Teladoc's closing price on August 4, 2020, is roughly $18.5 billion. It's an eye-popping figure for a company that was, at one point, trading below $16 per-share.

But the new reality of healthcare delivery in the era of COVID-19 rapidly accelerated the adoption of digital and remote care services like those Livongo was selling to its customers -- and investors came calling as a result.

The combined company is expected to have pro forma revenue of $1.3 billion representing 85% year on year growth, on a pro forma basis. For 2020, the combined company expects adjusted EBITDA to reach $120 million.

“This merger firmly establishes Teladoc Health at the forefront of the next-generation of healthcare,” said Jason Gorevic, the chief executive officer of Teladoc Health, in a statement. “Livongo is a world-class innovator we deeply admire and has demonstrated success improving the lives of people living with chronic conditions. Together, we will further transform the healthcare experience from preventive care to the most complex cases, bringing ‘whole person’ health to consumers and greater value to our clients and shareholders as a result.”

The companies emphasized their combined ability to engage with patients and monitor and manage their conditions using technology. Teladoc Health’s flywheel approach to continued member engagement combined with Livongo’s proven track record of using data science to build consumer trust will accelerate the combined company’s development of longitudinal consumer and provider relationships, the companies said in a statement.

Teladoc currently counts 70 million customers in the United States with an access to Medicare and Medicaid patients that Livongo's services could reach. The combined company also pitched the operational efficiencies that could be created through the merger. Teladoc estimated that there would be "revenue synergies" of $100 million two years from the close of the deal, reaching $500 million on a run rate basis by 2025, according to a statement. 

Gorevic will run the combined company and David Snow will serve as the chair of the new board -- which will be comprised of eight current Teladoc board members and five members of the Livongo board.

The company expects the deal to close by the end of the fourth quarter, subject to regulatory approvals. Lazard advised Teladoc on the transaction while Morgan Stanley served as the financial advisor to Livongo.